Common use of Transfer of Receivables; Delivery of Documents Clause in Contracts

Transfer of Receivables; Delivery of Documents. Within 30 days of the Closing Date, the Originator shall deliver, or cause to be delivered, to the Custodian, the Receivable Files, including the Original Contract evidencing each Receivable. On the date on which the Originator delivers the Receivable Files to the Custodian (the "Delivery Date"), the Originator shall deliver to the Custodian a transfer certificate in form of Exhibit C (a "Transfer Certificate"), acknowledging the Transfer of the Receivables from the Originator to the Depositor pursuant to the Purchase Agreement. Upon its receipt of such Transfer Certificate, the Custodian shall acknowledge such Transfer Certificate (as provided thereon) and deliver to the Depositor a Custodian Certification (as defined in Section 3.2) (the "Depositor's Custodian Certification") certifying that it is holding the Receivable Files delivered to it by the Originator on behalf of the Depositor. Upon receipt of the Depositor's Custodian Certification, the Depositor shall deliver to the Custodian a Transfer Certificate acknowledging the Transfer of the Receivables from the Depositor to the Issuing Entity pursuant to the Sale and Servicing Agreement. Upon its receipt of such Transfer Certificate, the Custodian shall acknowledge such Transfer Certificate as provided thereon and deliver to the Issuing Entity a Custodian Certification (the "Issuing Entity's Custodian Certification") certifying that it is holding the Receivable Files delivered to it by the Originator on behalf of the Issuing Entity. Upon receipt of the Issuing Entity's Custodian Certification, the Issuing Entity shall deliver to the Custodian a Transfer Certificate acknowledging the Transfer of the Receivables from the Issuing Entity to the Indenture Trustee pursuant to the Indenture. Upon its receipt of such Transfer Certificate, the Custodian shall acknowledge such Transfer Certificate as provided thereon and deliver to the Indenture Trustee a Custodian Certification (the "Trustee's Custodian Certification") certifying that it is holding the Receivable Files delivered to it by the Originator on behalf of the Indenture Trustee. Custodian hereby acknowledges receipt of the Purchase Agreement, the Sale and Servicing Agreement and the Indenture. Custodian further acknowledges that, on the Delivery Date and pursuant to this Agreement, the Purchase Agreement, the Sale and Servicing Agreement and the Indenture, Custodian will be given possession of the Receivable Files relating to the Receivables constituting a portion of the Collateral, each of which Receivables will be described specifically on Schedule A to each of the Purchase Agreement and the Sale and Servicing Agreement, a copy of which will be delivered to Custodian simultaneously with the delivery of the Receivable Files relating thereto. On and after the Delivery Date and the completion of the Transfers described above, and so long as this Agreement shall remain in effect, Custodian shall hold the Receivable Files now and thereafter, from time to time, in its sole custody and control as custodian for the Indenture Trustee, unless and until released from the lien of the Indenture and otherwise in accordance with the Sale and Servicing Agreement, in which event, Custodian shall hold the Receivables and the Receivable Files as custodian for the benefit of the applicable Receivables Holder.

Transfer of Receivables; Delivery of Documents. Within 30 days of the Closing Date, the Originator shall deliver, or cause to be delivered, to the Custodian, the Receivable Files, including the Original Contract evidencing each Receivable. On the date on which the Originator delivers the Receivable Files to the Custodian (the "Delivery Date"), the Originator shall deliver to the Custodian a transfer certificate in form of Exhibit C (a "Transfer Certificate"), acknowledging the Transfer of the Receivables from the Originator to the Depositor pursuant to the Purchase Agreement. Upon its receipt of such Transfer Certificate, the Custodian shall acknowledge such Transfer Certificate (as provided thereon) and deliver to the Depositor a Custodian Certification (as defined in Section 3.2) (the "Depositor's Custodian Certification") certifying that it is holding the Receivable Files delivered to it by the Originator on behalf of the Depositor. Upon receipt of the Depositor's Custodian Certification, the Depositor shall deliver to the Custodian a Transfer Certificate acknowledging the Transfer of the Receivables from the Depositor to the Issuing Entity pursuant to the Sale and Servicing Agreement. Upon its receipt of such Transfer Certificate, the Custodian shall acknowledge such Transfer Certificate as provided thereon and deliver to the Issuing Entity a Custodian Certification (the "Issuing Entity's Custodian Certification") certifying that it is holding the Receivable Files delivered to it by the Originator on behalf of the Issuing Entity. Upon receipt of the Issuing Entity's Custodian Certification, the Issuing Entity shall deliver to the Custodian a Transfer Certificate acknowledging the Transfer of the Receivables from the Issuing Entity to the Indenture Trustee pursuant to the Indenture. Upon its receipt of such Transfer Certificate, the Custodian shall acknowledge such Transfer Certificate as provided thereon and deliver to the Indenture Trustee a Custodian Certification (the "Trustee's Custodian Certification") certifying that it is holding the Receivable Files delivered to it by the Originator on behalf of the Indenture Trustee. Custodian hereby acknowledges receipt of the Purchase Agreement, the Sale and Servicing Agreement and the Indenture. Custodian further acknowledges that, on the Delivery Date and pursuant to this Agreement, the Purchase Agreement, the Sale and Servicing Agreement and the Indenture, Custodian will be given possession of the Receivable Files relating to the Receivables constituting a portion of the Collateral, each of which Receivables will be described specifically on Schedule A to each of the Purchase Agreement and the Sale and Servicing Agreement, a copy of which will be delivered to Custodian simultaneously with the delivery of the Receivable Files relating thereto. On and after the Delivery Date and the completion of the Transfers described above, and so long as this Agreement shall remain in effect, Custodian shall hold the Receivable Files now and thereafter, from time to time, in its sole custody and control as custodian for and bailee of the Indenture Trustee, as trustee, unless and until released from the lien of the Indenture and otherwise in accordance with the Sale and Servicing Agreement, in which event, Custodian shall hold the Receivables and the Receivable Files as custodian trustee and bailee for the benefit of the applicable Receivables Holder.

Transfer of Receivables; Delivery of Documents. Within 30 days of the Closing Date, the Originator shall deliver, or cause to be delivered, to the Custodian, the Receivable Files, including the Original Contract evidencing each Receivable. On the date on which the Originator delivers the Receivable Files to the Custodian (the "“Delivery Date"”), the Originator shall deliver to the Custodian a transfer certificate in form of Exhibit C (a "“Transfer Certificate"”), acknowledging the Transfer of the Receivables from the Originator to the Depositor Seller pursuant to the Purchase Agreement. Upon its receipt of such Transfer Certificate, the Custodian shall acknowledge such Transfer Certificate (as provided thereon) and deliver to the Depositor Seller a Custodian Certification (as defined in Section 3.2) (the "Depositor's “Seller’s Custodian Certification"”) certifying that it is holding the Receivable Files delivered to it by the Originator on behalf of the DepositorSeller. Upon receipt of the Depositor's Seller’s Custodian Certification, the Depositor Seller shall deliver to the Custodian a Transfer Certificate acknowledging the Transfer of the Receivables from the Depositor Seller to the Issuing Entity Trust pursuant to the Sale and Servicing Agreement. Upon its receipt of such Transfer Certificate, the Custodian shall acknowledge such Transfer Certificate as provided thereon and deliver to the Issuing Entity Trust a Custodian Certification (the "Issuing Entity's “Trust’s Custodian Certification"”) certifying that it is holding the Receivable Files delivered to it by the Originator on behalf of the Issuing EntityTrust. Upon receipt of the Issuing Entity's Trust’s Custodian Certification, the Issuing Entity Trust shall deliver to the Custodian a Transfer Certificate acknowledging the Transfer of the Receivables from the Issuing Entity Trust to the Indenture Trustee pursuant to the Indenture. Upon its receipt of such Transfer Certificate, the Custodian shall acknowledge such Transfer Certificate as provided thereon and deliver to the Indenture Trustee a Custodian Certification (the "“Trustee's ’s Custodian Certification"”) certifying that it is holding the Receivable Files delivered to it by the Originator on behalf of the Indenture Trustee. Custodian hereby acknowledges receipt of the Purchase Agreement, the Sale and Servicing Agreement and the Indenture. Custodian further acknowledges that, on the Delivery Date and pursuant to this Agreement, the Purchase Agreement, the Sale and Servicing Agreement and the Indenture, Custodian will be given possession of the Receivable Files relating to the Receivables constituting a portion of the Collateral, each of which Receivables will be described specifically on Schedule A to each of the Purchase Agreement and Agreement, the Sale and Servicing AgreementAgreement and the Indenture, a copy of which will be delivered to Custodian simultaneously with the delivery of the Receivable Files relating thereto. On and after the Delivery Date and the completion of the Transfers described above, and so long as this Agreement shall remain in effect, Custodian shall hold the Receivable Files now and thereafter, from time to time, in its sole custody and control as custodian for and bailee of the Indenture Trustee, as trustee, unless and until released from the lien of the Indenture and otherwise in accordance with the Sale and Servicing Agreement, in which event, Custodian shall hold the Receivables and the Receivable Files as custodian trustee and bailee for the benefit of the applicable Receivables Holder.

Transfer of Receivables; Delivery of Documents. Within 30 days of On or before the Closing Date, the Originator shall deliver, or cause to be delivered, to the Custodian, the Receivable FilesReceivables Files referred to in Section 2.04 of the Purchase Agreement and Section 3.03 of the Sale and Servicing Agreement, including without limitation, the Original Contract evidencing each Receivable. Until the Closing Date and the occurrence of the initial Transfer described below, the Custodian shall hold the Receivables (including the Receivables Files) as custodian and bailee for the Originator. On the date on which the Originator delivers the Receivable Files to the Custodian (the "Delivery Closing Date"), the Originator shall deliver to the Custodian a transfer certificate Transfer Certificate in the form of attached hereto as Exhibit C (a "Transfer Certificate"), acknowledging ) evidencing the Transfer of the Receivables from by the Originator to the Depositor Seller of the Receivables pursuant to the Purchase Agreement. Upon its receipt of such the Transfer CertificateCertificate duly executed by the Originator, the Custodian shall acknowledge such the Transfer Certificate (as provided thereon) thereon and deliver shall issue to the Depositor Seller a Custodian Certification (as defined in Section 3.2below) (the "DepositorSeller's Custodian Certification") certifying that it is holding ), as described in Section 3.2 below. On the Receivable Files delivered to it by the Originator on behalf of the Depositor. Upon Closing Date, upon receipt of the DepositorSeller's Custodian Certification, the Depositor Seller shall deliver to the Custodian a Transfer Certificate acknowledging evidencing the Transfer by the Seller to the Trust of the Receivables from the Depositor to the Issuing Entity pursuant to the Sale and Servicing Agreement, together with the Seller's Custodian Certification. Upon its receipt of such the Transfer CertificateCertificate duly executed by the Seller and the Seller's Custodian Certification, the Custodian shall acknowledge such the Transfer Certificate as provided thereon and deliver shall issue to the Issuing Entity Trust a Custodian Certification (the "Issuing EntityTrust's Custodian Certification") certifying that it is holding ), as described in Section 3.2 below, and shall cancel the Receivable Files delivered to it by Seller's Custodian Certification. On the Originator on behalf of the Issuing Entity. Upon Closing Date, upon receipt of the Issuing EntityTrust's Custodian Certification, the Issuing Entity Trust shall deliver to the Custodian a Transfer Certificate acknowledging evidencing the Transfer of by the Receivables from the Issuing Entity Trust to the Indenture Trustee of the Receivables pursuant to the Indenture, together with the Trust's Custodian Certification. Upon its receipt of such the Transfer CertificateCertificate duly executed by the Trust and the Trust's Custodian Certification, the Custodian shall acknowledge such the Transfer Certificate as provided thereon and deliver shall issue to the Indenture Trustee a Custodian Certification (the "Trustee's Custodian Certification") certifying that it is holding ), as described in Section 3.2 below, and shall cancel the Receivable Files delivered to it by the Originator on behalf of the Indenture TrusteeTrust's Custodian Certification. Custodian hereby acknowledges receipt of the Purchase Agreement, the Sale and Servicing Agreement and the Indenture. Custodian further acknowledges that, on the Delivery Closing Date and pursuant to this Agreement, the Purchase Agreement, the Sale and Servicing Agreement and the Indenture, Custodian will be given possession of the Receivable Receivables Files relating to the Receivables constituting a portion of the Collateral, each of which Receivables will be described specifically on Schedule A to each of the Purchase Agreement and Agreement, the Sale and Servicing AgreementAgreement and the Indenture, a copy of which will be delivered to Custodian simultaneously with the delivery of the Receivable Receivables Files relating thereto. On and after the Delivery Closing Date and the completion of the Transfers described above, and so long as this Agreement shall remain in effect, Custodian shall hold the Receivable Receivables Files now and thereafterhereafter, from time to time, in its sole custody and control as custodian for and bailee of the Indenture Trustee, as trustee, unless and until released from the lien of the Indenture and otherwise in accordance with the Sale and Servicing Agreement, in which event, Custodian shall hold the Receivables and the Receivable Files as custodian for the benefit of the applicable Receivables Holder.Ser-

Transfer of Receivables; Delivery of Documents. Within 30 thirty (30) days of the Closing Date, the Originator shall deliver, or cause to be delivered, to the Custodian, the Receivable Files, including without limitation, the Original Contract evidencing each Receivable. On the date on which the Originator delivers the Receivable Files to the Custodian (the "Delivery Date"), the Originator shall deliver to the Custodian a transfer certificate in form of Exhibit C hereto (a "Transfer Certificate"), acknowledging evidencing the Transfer of the Receivables from the Originator to the Depositor Seller pursuant to the Purchase Agreement. Upon its receipt of such Transfer Certificate, the Custodian shall acknowledge such Transfer Certificate (as provided thereon) and deliver to the Depositor Seller a Custodian Certification (as defined in Section 3.23.2 below) (the "DepositorSeller's Custodian Certification") certifying that it is holding the Receivable Files delivered to it by the Originator on behalf of the DepositorSeller. Upon receipt of the DepositorSeller's Custodian Certification, the Depositor Seller shall deliver to the Custodian a Transfer Certificate acknowledging evidencing the Transfer of the Receivables from the Depositor Seller to the Issuing Entity Trust pursuant to the Sale and Servicing Agreement. Upon its receipt of such Transfer Certificate, the Custodian shall acknowledge such Transfer Certificate as provided thereon and deliver to the Issuing Entity Trust a Custodian Certification (the "Issuing EntityTrust's Custodian Certification") certifying that it is holding the Receivable Files delivered to it by the Originator on behalf of the Issuing EntityTrust. Upon receipt of the Issuing EntityTrust's Custodian Certification, the Issuing Entity Trust shall deliver to the Custodian a Transfer Certificate acknowledging evidencing the Transfer of the Receivables from the Issuing Entity Trust to the Indenture Trustee pursuant to the Indenture. Upon its receipt of such Transfer Certificate, the Custodian shall acknowledge such Transfer Certificate as provided thereon and deliver to the Indenture Trustee a Custodian Certification (the "Trustee's Custodian Certification") certifying that it is holding the Receivable Files delivered to it by the Originator on behalf of the Indenture Trustee. Custodian hereby acknowledges receipt of the Purchase Agreement, the Sale and Servicing Agreement and the Indenture. Custodian further acknowledges that, on the Delivery Date and pursuant to this Agreement, the Purchase Agreement, the Sale and Servicing Agreement and the Indenture, Custodian will be given possession of the Receivable Files relating to the Receivables constituting a portion of the Collateral, each of which Receivables will be described specifically on Schedule A to each of the Purchase Agreement and Agreement, the Sale and Servicing AgreementAgreement and the Indenture, a copy of which will be delivered to Custodian simultaneously with the delivery of the Receivable Files relating thereto. On and after the Delivery Date and the completion of the Transfers described above, and so long as this Agreement shall remain in effect, Custodian shall hold the Receivable Files now and thereafter, from time to time, in its sole custody and control as custodian for and bailee of the Indenture Trustee, as trustee, unless and until released from the lien of the Indenture and otherwise in accordance with the Sale and Servicing Agreement, in which event, Custodian shall hold the Receivables and the Receivable Files as custodian trustee and bailee for the benefit of the applicable Receivables Holder.